KAMPALA, Uganda (UGNEWSLINE) –The High Court in Kampala has directed Roko Construction Limited to pay Assa Abloy (U) Limited about Shs5.7 billion for doors and related fittings supplied and installed at Mulago National Referral Hospital.
Justice Stephen Mubiru of the Commercial Division ruled that Roko must pay US$1,391,667.58 in outstanding dues, together with annual interest of nine per cent calculated from August 20, 2020, until the debt is fully settled.
The construction company was also ordered to meet the legal costs incurred by Assa Abloy in pursuing the claim.
However, the court cleared the Attorney General of liability, finding that the government had not entered into the supply agreement and could not be held responsible for the debt.
The case followed a commercial dispute over materials supplied for the Mulago Hospital construction project, which Roko was contracted to undertake.
Court documents show that Roko placed its first order with Assa Abloy in June 2017 for steel door sets, frames, wooden door leaves, transom panels and installation accessories. The order was initially for 2,398 door sets, but the quantity later rose to 2,716.
A further order for ironmongery was placed in January 2019. The combined value of the supplies and installation work reached US$2.58 million.
Assa Abloy subsequently went to court, arguing that although it had delivered and installed the materials, Roko had paid only about US$1.19 million, leaving a substantial balance unpaid.
Roko contested the claim, maintaining that its order covered fewer doors than the supplier had indicated. It also questioned the documentation supporting the deliveries and argued that some of the materials were faulty or had been taken back by the supplier.
Evidence tipped the case
In resolving the dispute, Justice Mubiru found that the dealings between the companies established a binding commercial agreement. He pointed to the initial quotation, Roko’s order, evidence of installation and payments already made as proof of the contractual relationship.
The judge noted that witnesses called by Roko had acknowledged that Assa Abloy carried out installation work at the hospital.
Additional evidence included shipping records, Uganda Revenue Authority correspondence documenting the clearance of 63 consignments and a project report showing that the supplier had reached 85 per cent completion.
The court also relied on a physical inspection conducted by the parties on August 20, 2020, and emails from Roko’s Operations Manager, Beyers Strydom. The correspondence confirmed the installation of 2,716 doors and placed the total value of the supplies at US$2,581,667.58.
Roko had challenged the inspection findings because its representatives had not signed the verification checklist. However, the judge found that Strydom’s emails independently supported the results and that he had at least apparent authority to communicate the company’s position.
The court further held that the lack of formal delivery notes did not automatically defeat Assa Abloy’s claim, since delivery could be established through other documents, witness testimony and the parties’ conduct.
Defective goods claims rejected
The judge was also unconvinced by Roko’s argument that some doors failed to meet the required specifications.
He observed that the alleged defects had not been properly raised in the company’s formal defence. He also questioned an unsigned report presented by Roko, noting that the witness who relied on it had neither prepared the document nor established whether the alleged problems had been corrected.
Applying Section 43(1)(c) of the Sale of Goods and Supply of Services Act, the court considered whether Roko had rejected the goods within a reasonable period.
Justice Mubiru found that the company had retained and installed the doors over an extended period, made payments and failed to notify Assa Abloy clearly that it was rejecting the supplies.
The judge also dismissed claims that the supplier had taken back 1,358 doors, saying there was no convincing evidence that the installed doors had been removed from the hospital.
Government escapes liability
The Attorney General had argued that the government had no direct contractual relationship with Assa Abloy and had fulfilled its obligations to Roko under a separate construction agreement.
Justice Mubiru agreed, holding that the supply contract was between the two private companies, even though the materials were installed at a government hospital.
The judge explained that the legal principle of privity of contract generally prevents a person who did not enter into an agreement from being held liable under it.
He further ruled that provisions of the Contracts Act allowing certain third parties to benefit from contractual terms did not automatically impose payment obligations on a party that had not signed the agreement.
The case against the Attorney General was therefore dismissed with costs.
Assa Abloy had also sought general damages, but the court declined to grant them, finding that interest on the outstanding debt was sufficient to compensate the company for its financial loss.
The judgment was delivered electronically. Assa Abloy was represented by Arcadia Advocates, while Roko Construction was represented by Newmark Advocates.
